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Consent Solicitation

Category — General Notions

Consent Solicitation is process by an Issuer to request consent of bondholders to amend the terms of the bonds, i.e. asking permission to change the original deal.

Amendments are made in accordance with the terms of the bonds. Once the resolutions have been passed by the requisite majority, this resolution shall be binding upon all Bondholders holding Notes of discussed Series, whether or not participated in voting. Alternatively, an issuer may wish to buy bonds back from investors by way of tender offer. Only a person who is registered as a Bondholder on the Record Date may participate in the Consent Solicitation.


Notices convening separate meetings of the holders are serving on a holder of each voting bond. If the required quorum is not met on such date, adjourned meetings will be held. Notices convening meetings which are adjourned for reason of absence of the required quorum shall be published on the exchanges websites and disclosed through the Clearing Systems.


In consent solicitation there are necessary parties. Tabulation Agent: appointed to count the votes cast and to take receipt of any transfers of bonds and arrange payment of any cash or delivery of new securities to the bondholders. Solicitation Agent: an investment bank effectively acting in the same role as a dealer manager. The Tabulation Agent and the Solicitation Agent are the agents of the Issuer and owe no duty to any Securityholder. All other special details are described in prospectus and/or terms of the bond.

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